8-K/A 1 outt8ka062904.txt CHANGE IN ACCOUNTANT U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 2 TO CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 22, 2004 COMMISSION FILE NUMBER: 000-32141 Out Takes, Inc. (Exact name of registrant as specified in its charter) Delaware 95-4363944 ----------------------------------------- ------------------------- (State or jurisdiction of incorporation (I.R.S. Employer I.D. No.) or organization 1933 Upper Rim Rock Canyon Laguna Beach, CA 92651 (Address of principal executive offices) (Zip Code) ------------------------------------------ ---------------- Registrant's telephone number: (949) 497-7159 --------------- ------------------------------------------------------------ (Former name or former address, if changed since last report) Item 4. Changes in Registrant's Certifying Accountant On February 4, 2004, the Registrant dismissed it(s current independent accountant, Rogelio G. Castro. The independent accountant(s report on the financial statements for the Registrant over the past two years has not contained an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles, except for the fact that the accountant, in his report for the past two fiscal years has included an opinion that, due to the Registrant(s lack of revenue producing assets and history of losses, there is doubt about the Registrant(s ability to continue as a going concern. During the two most recent fiscal years and the interim period preceding the resignation, there have been no disagreements with the former accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of the former accountant, would have caused it to make reference to the subject matter of the disagreements in connection with the reports. 1 On March 31, 2004, the Registrant received a letter from it's former independent accountant, stating agreement with the statements made by the Registrant with respect to his resignation. The letter is filed as an exhibit to this amended report. The Registrant has engaged HJ & Associates, LLC Certified Public Accounts, 50 South Main Street, Suite 1450, Salt Lake City, Utah 84144 as its independent accountant. SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: June 29, 2004 Out Takes, Inc. By: ------------------------ Lance Hall Chief Executive Officer And Chief Financial Officer CERTIFICATION In connection with the current report of Out Takes, Inc. (the (Company() on Form 8K/A for June 22, 2004, as filed with the Securities and Exchange Commission on the date hereof, Lance Hall certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of their knowledge: 1. The report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. The information contained in the report fairly presents, in all material respects, the financial condition and results of the Company. Dated: June 29 2004 By: Lance Hall ------------------------------ President, and Chief Financial Officer Exhibit 1. Letter from Rogelio Castro, CPA to Securities and Exchange Commission. 2 March 31, 2004 United States Securities and Exchange Commission Washington, D.C. 20549 Re: Out Takes, Inc. SEC File No. 000-21322 Dear Securities and Exchange Commission: The undersigned is the former independent accountant for Out Takes, Inc. I have reviewed the Registrant's Current Report on Form 8K filed February 12, 2004, and agree with the statements made by the Registrant with respect to my resignation as principal accountant. Sincerely yours, /s/ Rogelio Castro, CPA ----------------------- Rogelio Castro, CPA 3